For the year ended June 30, 2023, pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $0.9720 per Common Share in the aggregate amount of $259.5 million, which we paid during the same period (year ended June 30, 2022 and 2021—$0.8836 and $0.7770 per Common Share, respectively, in the aggregate amount of $237.7 million and $210.7 million, respectively).

Our authorized share capital includes an unlimited number of Common Shares and an unlimited number of Preference Shares. No Preference Shares have been issued.

From time to time we may provide funds to an independent agent to facilitate repurchases of our Common Shares in connection with the settlement of awards under the Long-Term Incentive Plans (LTIP) or other plans.

During the year ended June 30, 2023, we repurchased 521,136 Common Shares on the open market at a cost of $21.9 million for potential settlement of awards under “Long-Term Incentive Plans” and “Restricted Share Units” or other plans as described below (year ended June 30, 2022 and 2021—2,630,000 and 1,455,088 Common Shares, respectively, at a cost of $111.6 million and $64.8 million, respectively).

During the year ended June 30, 2023, we delivered to eligible participants 691,181 Common Shares that were purchased in the open market in connection with the settlement of awards and other plans (year ended June 30, 2022 and 2021—491,244 and 509,721 Common Shares, respectively).

On November 4, 2021, the Board authorized a share repurchase plan (Fiscal 2022 Repurchase Plan), pursuant to which we were authorized to purchase in open market transactions, from time to time over the 12-month period commencing November 12, 2021, up to an aggregate of $350 million of our Common Shares. During the year ended June 30, 2023, we did not repurchase and cancel any Common Shares (year ended June 30, 2022—3,809,559 Common Shares for $177.0 million).


	Year Ended June 30,
	2023		2022		2021
Stock options	$	20,144	$	17,091	$	15,639
Performance Share Units (issued under LTIP)	18,631		13,844		9,898
Restricted Share Units (issued under LTIP)	9,762		7,799		7,358
Restricted Share Units (other)	72,149		20,859		10,561
Deferred Share Units (directors)	4,036		3,993		3,396
Employee Stock Purchase Plan	5,580		5,970		5,117
Total share-based compensation expense	$	130,302	$	69,556	$	51,969

No cash was used by us to settle equity instruments granted under share-based compensation arrangements in any of the periods presented. We have not capitalized any share-based compensation costs as part of the cost of an asset in any of the periods presented.


	As of June 30, 2023
	Unrecognized Compensation Cost		Weighted Average Recognition Period (years)
Stock Options (issued under Stock Option Plans)	$	47,731	2.5
Performance Share Units (issued under LTIP)	27,797		1.8
Restricted Share Units (issued under LTIP)	14,038		1.9
Restricted Share Units (other)	108,956		1.5
Total unrecognized share-based compensation cost	$	198,522


			2004 Stock Option Plan
Date of inception			Oct-04
Eligibility			Eligible employees, as determined by the Board of Directors
Options granted to date			45,866,567
Options exercised to date			(21,993,009)
Options cancelled to date			(11,654,119)
Options outstanding			12,219,439
Options available for issuance			5,950,832
Termination grace periods			Immediately “for cause”; 90 days for any other reason; 180 days due to death
Vesting schedule			25% per year, unless otherwise specified
Exercise price range			$26.81 - $52.62
Expiration dates			7/29/2023 - 5/08/2030

Our stock options generally vest over four years and expire between seven and ten years from the date of the grant. Currently we also have options outstanding that vest over five years, as well as options outstanding that vest based on meeting certain market conditions. The exercise price of all our options is set at an amount that is not less than the closing price of our Common Shares on the NASDAQ on the trading day immediately preceding the applicable grant date.

We estimate the fair value of stock options using the Black-Scholes option-pricing model or, where appropriate, the Monte Carlo pricing model, consistent with the provisions of ASC Topic 718, “Compensation—Stock Compensation” (Topic 718) and SEC Staff Accounting Bulletin No. 107. The option-pricing models require input of subjective assumptions, including the estimated life of the option and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility as a basis for projecting the expected volatility of the underlying stock and estimate the expected life of our stock options based upon historical data.

We believe that the valuation techniques and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our stock option grants. Estimates of fair value are not intended, however, to predict actual future events or the value ultimately realized by employees who receive equity awards.


	Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2022	8,820,662	$	42.74	4.68	$	7,111
Granted	4,964,650	31.29
Exercised	(245,235)	31.93
Forfeited or expired	(1,320,638)	41.52
Outstanding at June 30, 2023	12,219,439	$	38.44	4.68	$	62,473
Exercisable at June 30, 2023	4,292,254	$	39.30	3.09	$	16,497

For the periods indicated, the weighted-average fair value of options and weighted-average assumptions estimated under the Black-Scholes option-pricing model were as follows:


	Year Ended June 30,
	2023			2022			2021
Weighted–average fair value of options granted	$	6.75		$	9.02		$	8.45
Weighted-average assumptions used:
Expected volatility	28.73		%	26.39		%	26.26		%
Risk–free interest rate	3.98		%	1.15		%	0.24		%
Expected dividend yield	3.07		%	1.78		%	1.55		%
Expected life (in years)	4.20			4.15			4.59
Forfeiture rate (based on historical rates)	7		%	7		%	7		%
Average exercise share price	$	31.13		$	48.20		$	45.76

During the year ended June 30, 2023, we granted 1,000,000 performance options (year ended June 30, 2022 and 2021—nil and 750,000 performance options, respectively).

For the periods in which performance options were granted, as indicated, the weighted-average fair value of performance options and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:


	Year Ended June 30,
	2023			2022			2021
Weighted–average fair value of options granted	$	8.09		$	—		$	10.18
Derived service period (in years)	1.70			0.00			1.80
Weighted-average assumptions used:
Expected volatility	26.00		%	—		%	28.00		%
Risk–free interest rate	3.21		%	—		%	0.42		%
Expected dividend yield	2.00		%	—		%	1.70		%
Average exercise share price	$	31.89		$	—		$	45.81

The aggregate intrinsic value of options exercised during the year ended June 30, 2023 was $1.8 million (year ended June 30, 2022 and 2021—$17.0 million and $25.0 million, respectively). For the year ended June 30, 2023, cash in the amount of $7.8 million was received as the result of the exercise of options granted under share-based payment arrangements (year ended June 30, 2022 and 2021—$32.7 million and $49.6 million, respectively). The tax benefit realized by us during the year ended June 30, 2023 from the exercise of options eligible for a tax deduction was $0.3 million (year ended June 30, 2022 and 2021—$2.8 million and $2.3 million, respectively).

We incentivize certain eligible employees, in part, with long-term compensation pursuant to our LTIP. The LTIP is a rolling three-year program that grants eligible employees a certain number of target Performance Share Units (PSUs) and/or Restricted Share Units (RSUs). Target PSUs become vested upon the achievement of certain financial and/or operational performance criteria (the Performance Conditions) that are determined at the time of the grant. RSUs become vested when an eligible employee remains employed throughout the vesting period. For the year ended June 30, 2023, we settled LTIP awards that vested by delivering to eligible participants 290,971 Common Shares that were purchased in the open market at a cost of $12.7 million.

PSUs and RSUs granted under the LTIP have been measured at fair value as of the effective date, consistent with ASC Topic 718, and will be charged to share-based compensation expense over the remaining life of the plan. We estimate the fair value of PSUs using the Monte Carlo pricing model and RSUs have been valued based upon their grant date fair value. Beginning in Fiscal 2023 certain PSU and RSU grants were eligible to receive dividend equivalent units that vest under the same conditions as the underlying grants.


	Units	Weighted-Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2022	812,937	$	61.29	1.89	$	30,762
Granted (1)	539,911	54.38
Vested (1)	(224,593)	41.75
Forfeited or expired	(114,870)	62.80
Outstanding at June 30, 2023	1,013,385	$	61.64	1.75	$	42,106

(1)Performance share units are earned based on market conditions and the actual number of performance units earned, if any, is dependent upon performance and may range from 0 to 200 percent.

For the periods indicated, the weighted-average fair value of PSUs issued under LTIP, and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:


	Year Ended June 30,
	2023			2022			2021
Weighted–average fair value of performance share units granted	$43.10 - $55.06			$69.78 - $75.15			$44.56 - $61.67
Weighted-average assumptions used:
Expected volatility	29.00		%	28.00		%	28.00		%
Risk–free interest rate	3.13% - 3.39%			0.45% - 0.71%			0.15% - 0.24%
Expected dividend yield	0.0%			1.7% - 1.8%			1.7		%
Expected life (in years)	3.11			3.10			3.09
Forfeiture rate (based on historical rates)	7		%	7		%	7		%
Weighted–average fair value of performance share units vested	$	41.75		$	30.39		$	25.76
Aggregate intrinsic value of performance share units vested ($ in ‘000’s)	$	6,216		$	10,370		$	4,286


	Units	Weighted-Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2022	611,743	$	44.14	1.62	$	23,148
Granted	404,880	38.82
Vested	(147,223)	36.83
Forfeited or expired	(95,040)	43.32
Outstanding at June 30, 2023	774,360	$	42.83	1.68	$	32,175


	Year Ended June 30,
	2023		2022		2021
Weighted–average fair value of restricted share units granted	$	38.82	$	49.91	$	43.39
Weighted–average fair value of restricted share units vested	$	36.83	$	37.36	$	32.93
Aggregate intrinsic value of restricted share units vested ($ in 000’s)	$	3,947	$	9,139	$	7,832

In addition to the grants made in connection with the LTIP plans discussed above, from time to time, we may grant RSUs to certain employees in accordance with employment and other non-LTIP related agreements. During the year ended June 30, 2023, we granted RSUs through a special one-time grant for development, engagement and long-term retention to certain of our non-executive employees. RSUs (other) vest in tranches over a specified contract date, typically two or three years from the respective date of grants.


	Units	Weighted-Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2022	2,593,707	$	44.90	2.86	$	98,146
Granted	3,493,488	30.46
Vested	(400,210)	36.33
Forfeited or expired	(376,390)	41.91
Outstanding at June 30, 2023	5,310,595	$	36.43	1.97	$	220,655


	Year Ended June 30,
	2023		2022		2021
Weighted–average fair value of restricted share units granted	$	30.46	$	44.81	$	45.73
Weighted–average fair value of restricted share units vested	$	36.33	$	45.73	$	—
Aggregate intrinsic value of restricted share units vested ($ in 000’s)	$	15,755	$	7,406	$	—

During the year ended June 30, 2023, we delivered to eligible participants 400,210 Common Shares that were purchased in the open market in connection with the settlement of vested RSUs, at a cost of $17.6 million (year ended June 30, 2022 and 2021—141,452 and zero Common Shares, respectively, with a cost of $5.9 million and nil).

The deferred share units are granted to certain non-employee directors. DSUs are issued under our Deferred Share Unit Plan. DSUs granted as compensation for director fees vest immediately, whereas all other DSUs granted vest at our next annual general meeting following the granting of the DSUs. No DSUs are payable by us until the director ceases to be a member of the Board.


	Units	Weighted-Average Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2022 (1)	885,701	$	31.49	0.36	$	33,515
Granted (2)	139,140	29.72
Settled	(30,273)	$	40.46
Outstanding at June 30, 2023 (2)	994,568	$	29.98	0.36	$	41,324


	Year Ended June 30,
	2023		2022		2021
Weighted–average fair value of deferred share units granted	$	29.72	$	50.04	$	40.15
Weighted–average fair value of deferred share units vested	$	32.44	$	41.24	$	41.48
Aggregate intrinsic value of deferred share units vested ($ in 000’s)	$	1,565	$	4,133	$	3,109

During the year ended June 30, 2023, we settled 30,273 DSUs at a cost of $1.1 million (year ended June 30, 2022 and 2021—nil and 23,640 Common Shares, respectively, with a cost of nil and $1.1 million, respectively).